PART A CONTRACTUAL TERMS

Transcription

1 11 December 2012 VOLVO TREASURY AB (publ) (the Issuer ) Issue of SEK 1,000,000,000 Floating Rate Notes due December 2017 guaranteed by AB Volvo (publ) (the Guarantor ) issued pursuant to the U.S.$15,000,000,000 Euro Medium Term Note Programme PART A CONTRACTUAL TERMS Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions set forth in the Prospectus dated 14th November, 2012 which constitutes a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC) (the Prospectus Directive ) as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus. Full information on the Issuer, the Guarantor and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. The Prospectus has been published on the website of the Luxembourg Stock Exchange ( and is available for viewing at, and copies may be obtained from, the registered office of the Issuer and from the specified offices of the Paying Agents in London and Luxembourg. 1. (i) Series Number: 295 (i) Tranche Number: 1 (iii) Date on which the Notes will be consolidated and form a single Series: 2. Specified Currency or Currencies: Swedish kronor ( SEK ) 3. Aggregate Nominal Amount: (i) Series: SEK 1,000,000,000 Tranche: SEK 1,000,000, Issue Price: 100 per cent. of the Aggregate Nominal Amount 5. (i) Specified Denomination(s): SEK 1,000,000 and integral multiples of SEK 100,000 in excess thereof up to and including SEK 1,900,000. No Notes in definitive form will be issued with a denomination above SEK 1,900,000. Calculation Amount: SEK 100, (i) Issue Date: 13 December 2012 Interest Commencement Date: Issue Date

2 7. Maturity Date: Interest Payment Date falling in or nearest to December Interest Basis: 3-month STIBOR per cent. Floating Rate 9. Redemption/Payment Basis: Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at 100 per cent. of their nominal amount 10. Change of Interest Basis: 11. Put/Call Options: Provisions Relating to Interest (if any) Payable 12. Fixed Rate Note Provisions 13. Floating Rate Note Provisions Applicable (i) (iii) (iv) (v) Specified Period(s)/Specified Interest Payment Dates: Business Day Convention: Additional Business Centre(s): Manner in which the Rate of Interest and Interest Amount is to be determined: Party responsible for calculating the Rate of Interest and Interest Amount (if not the The period beginning on (and including) the Issue Date and ending on (but excluding) the first Specified Interest Payment Date and each subsequent period beginning on (and including) a Specified Interest Payment Date and ending on (but excluding) the next following Specified Interest Payment Date is herein called a Specified Period. Interest will be payable quarterly in arrear on the 13 th of March, 13 th of June, 13 th of September and 13 th of December in each year, from and including the 13 th of March 2013 up to and including the Maturity Date (each a Specified Interest Payment Date ). A reference to an Interest Payment Date shall also be deemed to include a Specified Interest Payment Date. Modified Following Business Day Convention Stockholm Screen Rate Determination

3 Agent): (vi) Screen Rate Determination: - Reference Rate and Relevant Financial Centre: - Interest Determination Date(s): - Relevant Screen Page: Reference Rate: 3 month STIBOR. Relevant Financial Centre: Stockholm Second Stockholm business day prior to the start of each Interest Period Reuters Screen SIDE (vii) ISDA Determination: - Floating Rate Option: - Designated Maturity: - Reset Date: (viii) Margin(s): per cent. per annum (ix) (x) Minimum Rate of Interest: Maximum Rate of Interest: (xi) Day Count Fraction: Actual/ Zero Coupon Note Provisions Provisions Relating to Redemption 15. Issuer Call: 16. Investor Put: 17. Final Redemption Amount: SEK 100,000 per Calculation Amount 18. Early Redemption Amount payable on redemption for taxation reasons or on event of default: SEK 100,000 per Calculation Amount General Provisions Applicable to the Notes 19. Form of Notes:

4 (a) Form of Notes: Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes only upon an Exchange Event (b) New Global Note: No 20. Additional Financial Centre(s): Stockholm 21. Talons for future Coupons to be attached to Definitive Notes: Provisions Relating to Renminbi Notes 22. Renminbi Currency Event: Signed on behalf of the Issuer: By: Duly authorised

5 PART B OTHER INFORMATION 1. LISTING AND ADMISSION TO TRADING (i) Listing and admission to trading: Estimate of total expenses related to admission to trading: Application has been made by the Issuer (or on its behalf) for the Notes to be listed on the Official List of the Luxembourg Stock Exchange and admitted to trading on the Luxembourg Stock Exchange s regulated market, Bourse de Luxembourg, with effect from on or about the Issue Date. 2, RATINGS Ratings: The Notes to be issued have been rated: Moody s: Baa2 S&P: BBB Each of Moody s Investors Service Ltd ( Moody s ) and Standard & Poor s Credit Market Services Europe Limited ( S&P ) is established in the European Union and is registered under Regulation (EC) No. 1060/2009 (as amended). As such each of Moody s and S&P is included in the list of credit rating agencies published by the European Securities and Markets Authority on its website in accordance with such Regulation. 3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE Save for any fees payable to the Dealer, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. The Dealer and their affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and the Guarantor and their affiliates in the ordinary course of business. 4. YIELD 5. DISTRIBUTION (i) If syndicated, names of Managers: Date of Subscription Agreement:

6 (iii) (iv) Stabilising Manager(s) (if any): If non-syndicated, name and address of relevant Dealer: Skandinaviska Enskilda Banken AB (publ) (v) TEFRA: TEFRA D 6. OPERATIONAL INFORMATION (i) ISIN Code: XS Common Code: (iii) Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, société anonyme and the relevant identification number(s): (iv) Delivery: Delivery against payment (v) (vi) Names and addresses of additional Paying Agent(s) (if any): Intended to be held in a manner which would allow Eurosystem eligibility: No. Whilst the designation is specified as "no" at the date of these Final Terms, should the Eurosystem eligibility criteria be amended in the future such that the Notes are capable of meeting them the Notes may then be deposited with one of the ICSDs as common safekeeper. Note that this does not necessarily mean that the Notes will then be recognised as eligible collateral for Eurosystem monetary policy and intra day credit operations by the Eurosystem at any time during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met. 7. THIRD PARTY INFORMATION